UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________

FORM 8-K

______________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report: March 20, 2017

Date of earliest event reported:  March 16, 2017

______________

VETRO, INC.

(Exact name of registrant as specified in its charter)

______________


Nevada

333-188648

33-1226144

(State or Other Jurisdiction

(Commission

(I.R.S. Employer

of Incorporation)

File Number)

Identification No.)


1135 KILDAIRE FARM ROAD

SUITE 319-4

CARY NC 27511

(Address of Principal Executive Office) (Zip Code)

314-259-1857

(Registrant’s telephone number, including area code)


———————

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 




 




ITEM 4.01 CHANGES IN REGISTRANTS CERTIFYING ACCOUNTANT.


On June 15, 2015, Harris & Gillespie CPAS, PLLC (the Former Accountant”) was deregistered per PCAOB Release No. 105-2015-011, and on that date the Former Accountant resigned as the Company’s independent registered public accounting firm.  On June 16, 2015, the Former Accountant was dissolved.  On March 16, 2017, the Company engaged Michael Gillespie & Associates, PLLC (the “New Accountant”) as the Company’s independent registered public accounting firm. The engagement of the New Accountant was approved by the Company’s Board of Directors.


The Former Accountant’s audit report on the financial statements of the Company for the fiscal year ended February 28, 2014 contained no adverse opinion or disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope or accounting principles, except that the audit report on the financial statements of the Company for the fiscal year ended February 28, 2014 contained an uncertainty about the Company’s ability to continue as a going concern.


From the Company’s inception on August 15, 2012 to February 28, 2014, the subsequent interim periods thereto, and through June 15, 2015 (the date on which the Former Accountant resigned), there were no “disagreements” (as such term is defined in Item 304 of Regulation S-K) with the Former Accountant on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements if not resolved to the satisfaction of the Former Accountant would have caused them to make reference thereto in their reports on the financial statements for such periods.


From the Company’s inception on August 15, 2012 to February 28, 2014, the subsequent interim periods thereto, and through June 15, 2015, there were no “reportable events” (as such term is defined in Item 304 of Regulation S-K).


Prior to retaining the New Accountant, the Company did not consult with the New Accountant regarding either: (i) the application of accounting principles to a specified transaction, either contemplated or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements; or (ii) any matter that was the subject of a “disagreement” or a “reportable event” (as those terms are defined in Item 304 of Regulation S-K).


Because the Former Accountant was dissolved on June 16, 2015, the Company is unable to provide the Former Accountant with its disclosures in the Current Report on Form 8-K disclosing the dismissal of the Former Accountant and requesting in writing that the Former Accountant furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether or not they agree with such disclosures.









 



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.


Date: March 16, 2017

 

VETRO, INC.

 

 

 

 

 

/s/ Rama Mohan Busa

 

 

Rama Mohan Busa, CEO